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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Director Stock Option (Right to Buy) | $ 13.05 | 06/10/2003(1) | 06/09/2012 | Common Stock, par value $.0001 | 30,000 | 30,000 | D | ||||||||
Director Stock Option (Right to Buy) | $ 4.69 | 12/04/2003(2) | 12/03/2012 | Common Stock, par value $.0001 | 50,000 | 50,000 | D | ||||||||
Director Stock Option (Right to Buy) | $ 4.08 | 06/02/2006(3) | (3) | Common Stock, par value $.0001 | 11,029 | 11,029 | D | ||||||||
Director Stock Option (Right to Buy) | $ 2.39 | 06/01/2006 | A | 18,828 | 06/01/2006(3) | (3) | Common Stock, par value $.0001 | 18,828 | $ 0 | 18,828 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CADWELL MARVIN S 2200 ROSS AVENUE SUITE 3600 DALLAS, TX 75201-2776 |
X |
/s/ Marvin S. Cadwell | 06/01/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This option became exercisable as to 10,000 shares upon optionee's completion of one year of service as a director on June 10, 2003, and thereafter became exercisable as to 833 shares per month for 24 months. |
(2) | This option becomes exercisable as to 30,000 shares upon optionee's completion of one year of service as Chairman of the Board on December 3, 2003, and thereafter as to 833 shares per month for 24 months. |
(3) | The derivative securities included in the table are restricted stock units (RSUs) that are granted to independent directors automatically each year under the Radiologix, Inc. 2004 Long-Term Incentive Compensation Plan (LTICP). RSUs are scheduled to vest in full on the one year anniversary of the grant date, but at that time they will convert automatically into deferred stock units (DSUs). They will remain deferred until one year after the reporting person's retirement, resignation, or termination from Board service, or a change in control of Radiologix, as defined in the 2004 LTICP. DSUs do not have an expiration date. Unvested RSUs are subject to forfeiture if the reporting person ceases to serve on the Board of Directors at any time during the year following the grant date. |
Remarks: This amendment is being filed to correct typographical errors in the conversion price and the number of conversion shares of the RSU granted June 2, 2005. |